Dis-Chem Distribution And CT Distribution Centre and KZN Warehouse

The judgment

The court's own file

Date: 30 March 2022 To : Bowmans Attorneys Case Number: LM177Feb22 Dis-Chem Distribution (Pty) Ltd And CT Distribution Centre (Pty) Ltd and KZN Warehouse (Pty) Ltd You applied to the Competition Commission on 04 February 2022 for merger approval in accordance with Chapter 3 of the Competition Act. Your merger was referred to the Competition Tribunal in terms of section 14A of the Act, or was the subject of a Request for consideration by the Tribunal in terms of section 16(1) of the Act. After reviewing all relevant information, and the recommendation or decision of the Competition Commission, the Competition Tribunal approves the merger in terms of section 16(2) of the Act, for the reasons set out in the Reasons for Decision. This approval is subject to: x no conditions. the conditions listed on the attached sheet. The Competition Tribunal has the authority in terms of section 16(3) of the Competition Act to revoke this approval if a) it was granted on the basis of incorrect information for which a party to the merger was responsible. b) the approval was obtained by deceit. c) a firm concerned has breached an obligation attached to this approval. The Registrar, Competition Tribunal Notice CT 10 About this Notice This form is prescribed by the Minister of Trade and Industry in terms of section 27 (2) of the Competition Act 1998 (Act No. 89 of 1998). Contacting the Tribunal The Competition Tribunal Private Bag X24 Sunnyside Pretoria 0132 Republic of South Africa tel: 27 12 394 3300 fax: 27 12 394 0169 e-mail: ctsa@comptrib.co.za Merger Clearance Certificate This notice is issued in terms of section 16 of the Competition Act. You may appeal against this decision to the Competition Appeal Court within 20 business days. 1 COMPETITION TRIBUNAL OF SOUTH AFRICA Case no: LM177Feb22 Dis-Chem Distribution (Pty) Ltd (Primary Acquiring Firm) And CT Distribution Centre (Pty) Ltd and KZN Warehouse (Pty) Ltd (Primary Target Firms) REASONS FOR DECISION

[1]On 30 March 2022, the Tribunal unconditionally approved a large merger between Dis- Chem Distribution Proprietary Limited (“Dis-Chem Distribution”) and CT Distribution Centre (Pty) Ltd (“CTDC”) and KZN Warehouse (Pty) Ltd (“KZN Warehouse”). Transaction

[2]The proposed transaction involves Dis-Chem Distribution acquiring the entire issued share capital of KZN Warehouse and CTDC in terms of the two sale and purchase of shares agreements. Upon implementation of the proposed transaction, Dis-Chem Distribution will exercise sole control over KZN Warehouse and CTDC. Parties to the transaction and their activities Primary acquiring firm

[3]The primary acquiring firm is Dis-Chem Distribution Proprietary Limited (“Dis-Chem Distribution”). Dis-Chem Distribution controls Finamics (Pty) Ltd, and Quenets Pharmaceutical Wholesalers (Pty) Ltd.

[4]Dis-Chem Distribution is wholly owned by Dis-Chem Pharmacies Limited (“Dis- Chem”). 1

[5]Dis-Chem is active along the pharmaceutical supply chain ranging from wholesale distribution (including logistics) to the operation of retail pharmacies. Dis-Chem pharmacy stores are licensed to provide scheduled pharmaceutical products and 1 Other than Dis-Chem Distribution, Dis-Chem controls the following firms: Pharma Logistical Solution (Pty) Ltd; Dis-chem Glenfair (Pty) Ltd; Dis-chem Park Station; Dis-chem Mams Mall (Pty) Ltd; and Dis-chem Festival Mall (Pty) Ltd. Dis-Chem Distribution, Dis-Chem and the firms that are directly and indirectly controlled by Dis-Chem are collectively referred to as the “Acquiring Group”.